-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WhR5w+uFtDcUOvHbMAJFC6+UEBPyZO+t6jBUk3osndaUO0vTIlj46GwkCQmk3hyS 7XGs6KC2fEhe+w0ixrfzJQ== 0000793074-09-000028.txt : 20090819 0000793074-09-000028.hdr.sgml : 20090819 20090819163634 ACCESSION NUMBER: 0000793074-09-000028 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090819 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090819 DATE AS OF CHANGE: 20090819 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WERNER ENTERPRISES INC CENTRAL INDEX KEY: 0000793074 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] IRS NUMBER: 470648386 STATE OF INCORPORATION: NE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14690 FILM NUMBER: 091024484 BUSINESS ADDRESS: STREET 1: 14507 FRONTIER ROAD CITY: OMAHA STATE: NE ZIP: 68138 BUSINESS PHONE: 4028956640 MAIL ADDRESS: STREET 1: P.O. BOX 45308 CITY: OMAHA STATE: NE ZIP: 68145 8-K 1 wern8k081909.txt WERNER ENTERPRISES, INC. 8-K 08/19/09 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 19, 2009 ------------------ WERNER ENTERPRISES, INC. (Exact name of registrant as specified in its charter) NEBRASKA 0-14690 47-0648386 (State or other jurisdiction of (Commission File (IRS Employer incorporation) Number) Identification No.) 14507 FRONTIER ROAD POST OFFICE BOX 45308 OMAHA, NEBRASKA 68145 (Address of principal (Zip Code) executive offices) Registrant's telephone number, including area code: (402) 895-6640 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 7.01. REGULATION FD DISCLOSURE. On August 19, 2009, the registrant issued a press release announcing its upcoming participation in the Second Annual Dahlman Rose & Co. Global Transportation Conference in New York City, New York on Wednesday and Thursday, September 9-10, 2009 and the Morgan Keegan Industrial/Transportation Conference in Chicago, Illinois on Thursday, September 17, 2009. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K. A live audio webcast of each presentation and the investor materials provided by the registrant at each conference will be available to the public on the respective conference date on the registrant's internet website: www.werner.com, under the "Investor Information" link. The investor materials and replays of the webcast presentations will also be publicly available on this website for a limited period following each particular conference date. Details concerning the conferences, investor materials, webcasts and replays are included in the exhibit. In accordance with General Instruction B.2 to the Form 8-K, the information under this Item 7.01 and the press release exhibit to this Form 8-K shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section 18, nor shall such information and exhibit be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended (the "Securities Act"), unless the registrant expressly states that such information and exhibit are to be considered "filed" under the Exchange Act or incorporates such information and exhibit by specific reference in an Exchange Act or Securities Act filing. This current report on Form 8-K, as well as the investor materials provided by and the oral public statements made by a representative of the registrant during the aforementioned conference presentations and webcasts announced in this Form 8-K and the related press release, may contain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements are based on information presently available to the registrant's management and are current only as of the date made. Actual results could also differ materially from those anticipated as a result of a number of factors, including, but not limited to, those discussed in the registrant's Annual Report on Form 10-K for the year ended December 31, 2008 and Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2009. For those reasons, undue reliance should not be placed on any forward-looking statement. The registrant assumes no duty or obligation to update or revise any forward-looking statement, although it may do so from time to time as management believes is warranted or as may be required by applicable securities law. Any such updates or revisions may be made by filing reports with the U.S. Securities and Exchange Commission, through the issuance of press releases or by other methods of public disclosure. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits. -------- 99.1 Press release issued by the registrant on August 19, 2009, "Werner Enterprises to Participate in the Dahlman Rose Global Transportation Conference and Morgan Keegan Industrial/Transportation Conference" SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. WERNER ENTERPRISES, INC. Date: August 19, 2009 By: /s/ John J. Steele --------------------- ----------------------------- John J. Steele Executive Vice President, Treasurer and Chief Financial Officer Date: August 19, 2009 By: /s/ James L. Johnson --------------------- ----------------------------- James L. Johnson Senior Vice President, Controller and Corporate Secretary EX-99.1 2 wernexh99081909.txt WERNER ENTERPRISES, INC. 8-K 08/19/09 EXHIBIT 99.1 WERNER ENTERPRISES, INC. 14507 Frontier Road P.O. Box 45308 Omaha, Nebraska 68145 FOR IMMEDIATE RELEASE Contact: John J. Steele - --------------------- Executive Vice President, Treasurer and Chief Financial Officer (402) 894-3036 WERNER ENTERPRISES TO PARTICIPATE IN THE DAHLMAN ROSE GLOBAL TRANSPORTATION CONFERENCE AND MORGAN KEEGAN INDUSTRIAL/TRANSPORTATION CONFERENCE Omaha, Nebraska; August 19, 2009: - -------------------------------- Werner Enterprises, Inc. (NASDAQ:WERN) ("Werner"), one of the nation's largest truckload transportation and logistics companies, announced that it will participate in two upcoming investment conferences during September. At each conference, John J. Steele, Executive Vice President, Treasurer and Chief Financial Officer of Werner, will represent the company and present a general overview of Werner's business and operations to the investment community. Werner will first participate in the Second Annual Dahlman Rose & Co. Global Transportation Conference on Wednesday and Thursday, September 9-10, 2009 in New York City, New York. During the first day of the conference, Mr. Steele will hold several meetings with investors. On September 10, Mr. Steele's presentation at the Dahlman Rose & Co. conference will begin at 8:30 a.m. (EDT) and will be approximately 45 minutes in length. Werner will also participate in the Morgan Keegan Industrial/Transportation Conference on Thursday, September 17, 2009 in Chicago, Illinois. At this conference, Mr. Steele will provide a 25-minute presentation that will begin at 3:55 p.m. (EDT) and host an informal breakout session with investors following the presentation. During the Morgan Keegan conference, Mr. Steele will also take part in several meetings with investors. A live audio webcast of Werner's Dahlman Rose & Co. and Morgan Keegan conference presentations and the investor materials provided by Werner at each conference will be publicly accessible, on the respective conference date, on the internet through the "Investor Information" link on the Werner website at www.werner.com. The investor materials and replays of the webcast presentations will then be archived and available to the public on the Werner website during the 30-day period following each individual conference date. Werner Enterprises, Inc. was founded in 1956 and is a premier transportation and logistics company, with coverage throughout the United States, Canada, Mexico, Asia, Europe and South America. Werner maintains its global headquarters in Omaha, Nebraska and maintains offices throughout North America and China. Werner is among the five largest truckload carriers in the United States, with a diversified portfolio of transportation services that includes dedicated, medium-to-long-haul, regional and local van capacity, expedited, temperature-controlled and flatbed services. Werner's Value Added Services portfolio includes freight management, truck brokerage, intermodal, load/mode and network optimization and freight forwarding. Werner, through its subsidiary companies, is a licensed U.S. NVOCC, U.S. Customs Broker, Class A Freight Forwarder in China, China NVOCC, TSA-approved Indirect Air Carrier and IATA Accredited Cargo Agent. Werner Enterprises, Inc.'s common stock trades on the NASDAQ Global Select MarketSM under the symbol "WERN". For further information about Werner, visit the company's website at www.werner.com. This press release, as well as the investor materials provided by and the oral public statements made by a Werner representative during the conference presentations and webcasts announced in this press release, may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements are based on information presently available to Werner's management and are current only as of the date made. Actual results could also differ materially from those anticipated as a result of a number of factors, including, but not limited to, those discussed in Werner's Annual Report on Form 10-K for the year ended December 31, 2008 and Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2009. For those reasons, undue reliance should not be placed on any forward-looking statement. Werner assumes no duty or obligation to update or revise any forward-looking statement, although it may do so from time to time as management believes is warranted or as may be required by applicable securities law. Any such updates or revisions may be made by filing reports with the U.S. Securities and Exchange Commission, through the issuance of press releases or by other methods of public disclosure. -----END PRIVACY-ENHANCED MESSAGE-----